Sopra Steria - 2020 Universal registration document

7 SHARE OWNERSHIP STRUCTURE Share buyback programme

as well as any allotments of shares in connection with a company or Group savings plan (or similar plan), in connection with company profit-sharing and/or any other forms of share allotment to the Group’s employees and/or company officers: 51,307 shares. Objectives of the new share buyback programme c. The objectives of the new share buyback programme to be submitted to shareholders at the General Meeting of 26 May 2021 are: to obtain market-making services from an investment services p provider acting independently under the terms of a liquidity agreement entered into in compliance with the AMF’s accepted market practice; to award, sell or transfer shares in the Company to employees p and/or company officers of the Group, in order to cover share purchase plans and/or free share plans (or equivalent plans) as well as any allotments of shares under a company or Group savings plan (or equivalent plan) in connection with a profit-sharing mechanism, and/or any other forms of share allotment to the Group’s employees and/or company officers; to retain the shares bought back in order to exchange them or p tender them as consideration at a later date for a merger, spin-off or contribution of assets and, more generally, for external growth transactions. Shares bought back for such purposes are not to exceed, in any event, 5% of the number of shares making up the Company’s share capital; to deliver the shares bought back, upon the exercise of rights p attaching to securities giving access to the Company’s share capital through redemption, conversion, exchange, tender of warrants or any other means, as well as to execute any transaction covering the Company’s obligations relating to those securities;

to retire the shares thus repurchased, by way of a capital p reduction; to implement any market practice that would come to be p accepted by the AMF, and in general, to perform any operation that complies with regulations in force. Maximum proportion of share capital, maximum number d. and characteristics of capital stock The maximum proportion of share capital that may be bought back is equal to 10% of Sopra Steria Group’s capital on the buyback day. At 31 December 2020, the share capital was €20,547,701, made up of 20,547,701 shares, each with a par value of €1. On this basis, Sopra Steria Group would be authorised to acquire 10% of its share capital at most, i.e. 2,054,770 shares, not including shares already held. This limit will be assessed on the date of the buybacks to take into account any capital increase or reduction operations that might occur during the programme period. Maximum purchase price e. The maximum purchase price per share is €250. Buyback procedure details f. The purchase, sale or transfer by the Company of its own shares may be conducted at any time (except during the period of an offer for the shares) and by any method, including over the counter, in blocks of shares or through the use of derivative financial

instruments, on one or more occasions. Duration of buyback programme g.

The programme will run for 18 months as from approval of the resolution presented at the General Meeting of 26 May 2021, i.e. until 25 November 2022.

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SOPRA STERIA UNIVERSAL REGISTRATION DOCUMENT 2020